VISA INC. — Director's Dealing 2012

Nov 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VISA INC. (V)
CIK: 0001403161
Period of Report: 2012-11-05

Reporting Person: Sheedy William M. (GROUP PRESIDENT, AMERICAS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-05	Class A Common Stock	F	1942	$141.50	Disposed	57284	Direct
2012-11-06	Class A Common Stock	M	10000	—	Acquired	67284	Direct
2012-11-06	Class A Common Stock	S	10000	$143.76	Disposed	57284	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-06	Employee Stock Option (Right to Buy)	$44.00	M	10000	Disposed	2018-03-18	Common Stock (10000)	Direct

Footnotes

F1: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 16, 2012.

F2: The price reported in column 4 is a weighted average price. These shares were disposed of in multiple transactions at prices ranging from $142.09 - $144.80, inclusive. The reporting person undertakes to provide to Visa Inc., any security holder of Visa Inc., or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares disposed of at each separate price within the ranges set forth in this Form 4.

F3: This option was granted on March 18, 2008 and vested in three installments over a three-year period after the date of grant.